Electronic Data Systems Corp /De/ Sample Contracts
EXHIBIT 3 VOTING AGREEMENT This VOTING AGREEMENT dated as of May 23, 2001 (this "Agreement") among ELECTRONIC DATA SYSTEMS CORPORATION, a Delaware corporation ("Parent"), EMERALD ACQUISITION CORPORATION I, an Ohio corporation and a wholly-owned...Voting Agreement • June 4th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Ohio
EXHIBIT 1 AGREEMENT AND PLAN OF MERGER Dated as of May 23, 2001Merger Agreement • June 4th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Ohio
Exhibit 1.1 Electronic Data Systems Corporation Zero-Coupon Convertible Senior Notes Due October 10, 2021 Underwriting AgreementUnderwriting Agreement • October 11th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
The Company has filed with the Securities and Exchange Commission (the "Commission") a registration statement (Registration Statement No. 333-62442) for the registration of certain securities, including the Securities, the Underlying Notes and the...Purchase Agreement • June 22nd, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
EXHIBIT 99A 15,000,000 Shares ELECTRONIC DATA SYSTEMS CORPORATION (a Delaware corporation) Common Stock (Par Value $0.01 Per Share) PURCHASE AGREEMENT ------------------Purchase Agreement • February 23rd, 2000 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
andIndenture • June 6th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
andIndenture • June 6th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
EXHIBIT 2 STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT dated as of May 23, 2001 (this "Agreement") between ELECTRONIC DATA SYSTEMS CORPORATION, a Delaware corporation ("Parent"), and STRUCTURAL DYNAMICS RESEARCH CORPORATION, an Ohio corporation (the...Stock Option Agreement • June 4th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Ohio
AGREEMENT BETWEEN ELECTRONIC DATA SYSTEMS CORPORATION AND LESTER M. ALBERTHAL, JR.Executive Employment Agreement • November 13th, 1998 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
BETWEENThird Supplemental Indenture • October 11th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
EXHIBIT 10(g) Amended and Restated Revolving Credit and Term Loan Agreement This Amended and Restated Revolving Credit and Term Loan Agreement is entered into as of September 23, 1997, by and among Electronic Data Systems Corporation, a Delaware...Revolving Credit and Term Loan Agreement • November 13th, 1997 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
AGREEMENT BETWEEN ELECTRONIC DATA SYSTEMS CORPORATION AND GARY J. FERNANDESRetirement Agreement • March 26th, 1999 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
ANDPurchase Contract Agreement • July 2nd, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
ELECTRONIC DATA SYSTEMS CORPORATION 6.0% Senior Notes due 2013 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 15th, 2003 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
¨ CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE 10 ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR SUPPLEMENTS THERETO.
EXHIBIT 7 PLEDGE AGREEMENT DATED AS OF JUNE __, 2001Pledge Agreement • June 21st, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
SUCCESSION AGREEMENTSuccession Agreement • March 6th, 1997 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • March 1st, 2007 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
This Agreement, by and between Electronic Data Systems Corporation, a Delaware Corporation, its successors and assigns (“Company”), and Charles S. Feld (“Executive”), which supersedes and replaces all Change of Control Employment Agreements previously executed between Company and Executive (which previous Agreements Executive acknowledges are of no further force or effect), is dated as of February 1, 2007 (“Agreement”).
FIVE YEAR CREDIT AGREEMENTCredit Agreement • June 30th, 2006 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
ELECTRONIC DATA SYSTEMS CORPORATION, a Delaware corporation (the "Company"), EDS INFORMATION SERVICES L.L.C., a Delaware limited liability company ("EIS"), the Guarantors (as defined herein) from time to time party hereto, the banks, financial institutions and other institutional lenders (the "Initial Lenders") and issuers of letters of credit ("Initial Issuing Banks") listed on Schedule I hereto, and CITIBANK, N.A. ("Citibank"), as agent (the "Agent") for the Lenders (as hereinafter defined), agree as follows:
EXHIBIT 1 UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 1999 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
ELECTRONIC DATA SYSTEMS CORPORATIONRegistration Rights Agreement • April 24th, 1998 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
Reference is made to the Registration Rights Agreement dated as of March 12, 1995 by and between Electronic Data Systems Corporation ("EDS") (as successor to certain rights and obligations of General Motors Corporation pursuant to the Succession Agreement dated June 7, 1996 (the "Succession Agreement")) and United States Trust Company of New York, as trustee (the "Trustee") of a trust established under the General Motors Hourly-Rate Employees Pension Plan (the "Pension Plan"), for the account of and on behalf of the Pension Plan (as amended by the Succession Agreement, the "Registration Agreement"). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Registration Agreement.
WITNESSETH:Remarketing Agreement • July 2nd, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
BETWEENSecond Supplemental Indenture • July 2nd, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • November 6th, 2007 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
This Agreement, by and between Electronic Data Systems Corporation, a Delaware Corporation, its successors and assigns ("Company"), and Ronald P. Vargo ("Executive"), which supersedes and replaces all Change of Control Employment Agreements previously executed between Company and Executive (which previous Agreements Executive acknowledges are of no further force or effect), is dated as of the date executed by Executive as indicated on the last page of this Agreement ("Agreement").
AMENDMENT TO PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT DATED [INSERT DATE OF 2005 OR 2006 PRSU AGREEMENT]Performance Restricted Stock Unit Award Agreement • November 6th, 2007 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Delaware
The Performance Restricted Stock Unit Award Agreement dated [insert date of 2005 or 2006 PRSU Award Agreement] ("Agreement"), by and between Electronic Data Systems Corporation, a Delaware Corporation ("EDS" or the "Company"), and [Participant Name] ("Grantee"), is modified pursuant to the terms of this Amendment dated as of the date of Grantee's signature indicated below ("Amendment").
AMENDED AND RESTATED 2003 INCENTIVE PLAN OF ELECTRONIC DATA SYSTEMS CORPORATION STOCK OPTION AWARD AGREEMENT DATED FEBRUARY 13, 2008 WILLIAM THOMASStock Option Award Agreement • April 30th, 2008 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Delaware
This grant is made pursuant to the Nonqualified Stock Option Agreement dated as of February 13, 2008, between EDS and you, which Agreement is attached hereto and made a part hereof.
Summary of Principal Terms of Employment Agreement between Troy Todd ("Executive") and EDS ("Company")Employment Agreement • March 16th, 2001 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
February 4, 1997 DONALDSON, LUFKIN & JENRETTE SECURITIES CORPORATION DEAN WITTER REYNOLDS INC. c/o Donaldson, Lufkin & Jenrette 277 Park Avenue New York, New York 10172 Attention: Equity Capital Markets MEDICAL MANAGER CORPORATION 3001 North Rocky...Lock-Up Agreement • March 11th, 1997 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
EXHIBIT 10(o) MANAGEMENT CONSULTING SERVICES EMPLOYMENT AGREEMENT This Agreement (the "Agreement") between the Company (as defined below) and Fred G. Steingraber ("Employee") is entered into effective as of the date set forth on the signature page...Management Consulting Services Employment Agreement • March 15th, 2000 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Illinois
ELECTRONIC DATA SYSTEMS CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 15th, 2003 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into this 30th day of June, 2003 among Electronic Data Systems Corporation, a Delaware corporation (the “Company”), Citigroup Global Markets Inc. and Banc of America Securities LLC as representatives (the “Representatives”) of the initial purchasers (the “Initial Purchasers”) listed on Schedule I to the Purchase Agreement dated June 25, 2003, among the Company and the Representatives on behalf of the Initial Purchasers (the “Purchase Agreement”).
Executive Severance Benefit Agreement ("Agreement") betweenExecutive Severance Benefit Agreement • November 6th, 2007 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
This Agreement between Electronic Data Systems Corporation ("EDS" or the "Company") and Charles S. Feld ("Executive"), which supersedes and replaces all Executive Severance Benefit Agreements previously executed between EDS and Executive (which previous Agreements Executive acknowledges are of no further force or effect), is entered into and effective as of the date executed by Executive as indicated on the last page of this Agreement ("Effective Date").
Executive Severance Benefit Agreement ("Agreement") between Robert H. Swan ("Executive") and EDSExecutive Severance Benefit Agreement • November 7th, 2005 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Texas
This Agreement between Electronic Data Systems Corporation ("EDS") and Robert H. Swan ("Executive) is entered into and effective as of September 30, 2005 ("Effective Date").
EXHIBIT 10(i) Amended and Restated Multi-Currency Revolving Credit Agreement This Amended and Restated Multi-Currency Revolving Credit Agreement is entered into as of September 23, 1997, by and among Electronic Data Systems Corporation, a Delaware...Multi-Currency Revolving Credit Agreement • November 13th, 1997 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • New York
AMENDED AND RESTATED 2003 INCENTIVE PLAN OF ELECTRONIC DATA SYSTEMS CORPORATIONPerformance Rsu Award Agreement • March 21st, 2006 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Delaware
This grant is made pursuant to the Performance RSU Award Agreement dated as of March 15, 2006, between EDS and you, which Agreement is attached hereto and made a part hereof.
AMENDED AND RESTATED 2003 INCENTIVE PLAN OF ELECTRONIC DATA SYSTEMS CORPORATIONPerformance Rsu Award Agreement • March 21st, 2006 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc. • Delaware
This grant is made pursuant to the Performance RSU Award Agreement dated as of March 15, 2006, between EDS and you, which Agreement is attached hereto and made a part hereof.
ADDENDUM TO CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 15th, 2004 • Electronic Data Systems Corp /De/ • Services-computer programming, data processing, etc.
The Change of Control Agreement dated March 20, 2003, by and between Electronic Data Systems Corporation, a Delaware Corporation, its successors and assigns (“Company”), and Michael H. Jordan (“Executive”), is modified pursuant to the terms of this Addendum dated as of the 20th day of February, 2004 (“Addendum”).